Friends with Benefits
by bur100
Summary: Emma is desperately in love with Regina and happy to accept what she can get. Regina is struggerling with her feelings. Swan queen AU Rated M for sexy times. My first attempt at a sex scene, nervous.
1. Chapter 1

Regina checked the clock - 6.05, it was Friday night she should be home making dinner but the thought of eating alone again wasn't very appealing so instead she was working on the budget reports that had occupied most of her week. She was surprised by a knock on the door, glancing up she saw Emma leaning against the frame.

"Hey, Madame Mayor, it's Friday night you really got nothing better to do than paperwork?"

"No, my life is that dull I'd rather be here than at home."

"Well maybe I can help you find something more interesting to do." Emma grinned as she closed the door behind her and sat herself in the chair opposite Regina.

"No!" Regina said firmly.

"What, I meant just a chat or maybe a shoulder massage nothing more."

"Yeah, I know you remember, although a massage right now would be great."

"Consider it done, I've been told I have very talented fingers as you would know."

"Emma!"

Emma stood and walked behind Regina placing her hands on her shoulders and working the tight muscles she found there.

"Oh gods,that's amazing." Regina groaned as Emma built up a rhythm "You really do have talented fingers Miss Swan."

"Now if you don't want this going any further you've got to stop with the moaning, you know what that does to me."

Emma swept Regina's hair to one side and began working on her neck leading to more deep moans, she decided to take a chance and leant her head forward placing gentle kisses down Regina's neck.

"Emma, please stop you know I can't resist you when you are this close."

"Then don't resist." She slipped her hands lower inside of Regina's shirt.

"We said no more, I don't want to hurt you."

"Then don't use your nails." Emma continued kissing down her neck gently running a finger tip over her bra covered breast.

"Emma, I'm being serious." The pressure on her nipple was causing her mind to wander.

"I don't want serious, I just want hot sex." Releasing Regina's breast Emma started to work on the buttons of her shirt, pushing it down her shoulders and off.

Regina made one last effort to stop her, taking hold of Emma's wrists and stilling her.

"Emma you know how this ends, I don't feel the same way you do."

"What, extremely turned on, because looking at your erect nipples and the blush on your cheeks I disagree."

"Emma!"

Emma stopped and walked around to stand between Regina and her desk taking hold of her hands, she looked directly into beautiful chocolate eyes.

"Regina look I know how you feel, I know you don't love me. I can handle that I just want to help you relax and if I happen to have a mind blowing orgasm along the way then great." She leaned forward connecting her lips to Regina's.

The taste of Emma's lips against her own was the final barrier broken, Regina was lost, she melted into Emma's mouth wrapping her arms around her neck pulling her closer. Both women moaned as their tongues battled for dominance, the eventual need for air the only thing that separated them.

Emma grinned as she gasped for breath.

"Really Miss Swan you think you've won, " she grabbed the red leather jacket and dragged it off, swiftly followed by Emma's sweater.

"Of course not Madame Mayor, I'm well aware who is in charge here."

"Just as long as we both know who wears the pants here." Regina said as she unbuttoned Emma's jeans and tugged on the zipper.

"Neither of us I hope. " Emma whispered as her jeans were pulled from her legs.

Regina stepped back and tutted at Emma's mismatched black bra and blue boy shorts.

"You really need to make more of an effort when dressing Miss Swan, this isn't going to impress anyone."

"It works on you babe." Emma replied as she cupped Regina's sex causing a loud gasp to escape from her lips.

She recovered quickly and swatted Emma's hand away.

"Hey, no touching", she leaned forward against Emma's ear and whispered "and no orgasms until I say so either, understand?"

Emma nodded her agreement, she loved when Regina took control. The challenge now was holding back, there was already a large wet spot spreading across the crotch of her shorts.

I think we need to lose this first Regina said whilst reaching around and releasing Emma's bra clasp dropping the garment to the floor, immediately latching on to a freed nipple with her teeth.

Emma's knees went weak and she grabbed hold of the desk to keep from falling. Regina switched her attention to the other nipple, biting down on the hardened nub, running her hands down tight abs and to the waistband of Emma's underwear.

To Emma's disappointment she didn't slide them down but slipped inside feeling the heat and moisture awaiting her.

"Someone is very excited", she teased as she ran her fingers through soaked folds and found a hard sensitive bundle of nerves which caused Emma to whimper and a fresh flow of liquid.

"Maybe we should take these off before they are completely ruined." Regina said finally removing the piece of material.

"Sit on the desk and spread wide for me dear." Emma obeyed instantly propping herself up and opening her legs allowing Regina full access.

Regina stepped back and admired the view, reaching behind herself and releasing her own bra, letting it drop to the floor quickly followed by her pants which pooled at her ankles, she gracefully stepped free toying with her own nipples before running a hand between her own legs and feeling more damp panties.

"Seems you are not the only excited one right now." she said taking her wet fingers and running them over her own lips, poking her tongue out to taste herself.

"Fuck babe, that's so hot!" Emma breathed out.

"Wanna share" Regina said this time slipping her hand inside her panties and gathering the moisture there bringing her fingers out and to Emma's lips.

Emma took the offered fingers into her mouth and sucked hard tasting Regina's essence and letting out a needy moan. Regina withdrew her fingers and whispered against Emma's ear again.

"What about you dear? How do you taste?"

Regina dropped to her knees bringing her head level with Emma's centre, leaning forward she licked Emma's silky folds, gathering all the juices from Emma's entrance and spreading them around her stone hard clit, which she circled and teased gently.

Emma's moans and whimpering increased dramatically, Regina's tongue was pro forming magic all of its own, there was no way she would be able to hold back at this pace. She slipped a hand into Regina's hair and guided her head closer arching her hips further making more room.

Regina pulled back instantly shaking her head causing Emma to cry out at the loss of contact.

"Didn't I say no touching Miss Swan, you know the rules shall I just get dressed and head home, you obviously don't want to come this evening."

Emma panicked "No, babe I'm sorry I promise no more touching I will keep my hands to myself, please don't stop, I need you babe please."

Regina looked into Emma's desperate pleading eyes and her heart squeezed in her chest. How could she ever think she could walk away from the beauty spread eagled on her desk, begging for her touch. Not just now but ever.

"Last chance sheriff, anymore mistakes and you will be finishing yourself."

Emma sighed in relief and chose to ignore the conflict she'd just seen in Regina's eyes, this was just sex nothing more. Her trail of thought was lost when she felt Regina's tongue back on her clit and a finger edging its way into her entrance. She gritted her teeth to curb the overwhelming need to scream out and climax.

"Ah shit Regina I can't hold back if you keep this up."

"But you will dear or pay the price", she breathed out against Emma's molten sex.

Emma's eyes slammed shut as she desperately tried to control the need pulsing in the pit of her stomach. This was torture, sweet, sweet torture and if this was how she would go she'd die happy.

Regina added a second finger and built up a steady pace. All thoughts were lost from Emma's mind at the invasion.

"Please babe, I really need to come."

Regina smirked and added a third finger stretching Emma.

"I really thought the sheriff of this town was much stronger and able to cope under torture."

Emma had lost the ability to speak now, the intense pounding between her legs was heavenly, she clenched onto the fingers with each thrust of Regina's hand.

Regina's heart squeezed again at the sight before her, a beautiful princess eyes shut gasping for breath, she couldn't deny her any longer.

"Emma open your eyes and look at me", Emma forced her eyes open and looked into Regina's seeing that look again.

"Come for me darling."

Emma didn't need a second invitation and came hard into Regina's hand, embarrassed by the tears that leaked from her eyes at the sheer rush of emotion she felt.

Regina stayed inside Emma until the last spasm of her limbs passed then withdrew her fingers and gathered the spent sobbing blonde in her arms.

"My beautiful Swan", she soothed placing sweet delicate kisses against her forehead. Emma slide her arms around Regina's waist and rested her head against her chest.

"I'm sorry." Emma said as the tears subsided.

"You told me you could handle this", Regina said gently as she brushed golden curls behind Emma's ears.

"I can, I promise, it's just hormones give me a minute and I will take care off you." Emma forced a smile as she wiped away the tear stains from her cheeks.

"Emma darling, I don't need you to take care of me, the moment has past I'd rather just sit here a while and hold you close."

Regina picked up her bra and shirt from the floor and slipped them back on, leaving her shirt open. Emma replaced her shorts and sweater.

"I didn't even manage to get you naked." Emma teased.

Regina smiled "Best not give Barbara a heart attack finding us almost naked if she happens to walk in."

"Shit Regina, don't tell me your secretary is still here we weren't exactly quiet."

Regina couldn't hide her laugh, "I'm kidding dear, she left hours ago."

She sat back in her chair and patted her knees signalling for Emma to sit.

Emma curled into Regina's lap and wrapped her arms around Regina's neck. Regina's arms instinctively wrapped around Emma holding her close.

"You sure you can resist me this close?" Emma joked.

"Oh I think I can control myself this time dear." Regina replied. "Do you want to talk about what happened there", she questioned.

Emma shuck her head laying it on Regina's shoulder, preferring just to rest in her arms.

"Later", she whispered.

continue?


	2. Chapter 2

So I've decided to carry the story on, thank you to everyone who read, reviewed, favourited and followed. Only a short chapter but I wanted to get back into it.

Chapter 2

Regina had been in bed for a while now but was having trouble falling asleep, her mind was filled with thoughts of one person. She was distracted by her phone ringing unexpectedly, reaching for the phone she saw the name of the person who clouded her mind. She answered immediately worried something had happened.

"Emma what's wrong?" She asked.

"Nothing, I just wanted to tell you about something that happened to me today. Did I wake you?"

"It's nearly midnight Emma I'm in bed".

"Really, let me just picture that for a second. What are you wearing?"

"Nothing!" Regina teased, she heard Emma swallow hard and suppress a groan.

"Emma Swan if you've got a hand down your pants I swear I'm hanging up".

"Hey, who said I was wearing anything and I think you started the teasing telling me you are naked".

"I'm wearing old pyjamas with holes in them and no make-up".

"I still would". Emma replied laughing.

"Emma its late, really what's bothering you?"

"Well this evening I went to visit the mayor and as is usually the case as of late I ended up naked and getting fucked on her desk".

Regina remained silent understanding this as Emma's way of explaining things. Emma continued. "However as is not usual I burst into tears the second I climaxed in her hand. I don't know where it came from there was just an overwhelming feeling of pleasure and then intense sadness that this was just sex for her when it meant so much more to me".

Regina decided to play along. "But hasn't she told you that she's not ready for a relationship and just wants to be friends who occasionally sleep together".

"Yes, many times but during the sex I thought I saw something else in her eyes, maybe she does want more".

"But you were in the middle of having sex Emma, hormones were flying all over the place. You can't judge emotions on a look in her eyes". Regina made a mental note to control herself better next time.

"There was more though, the way she helped me during my tears, gentle kisses and then she just wanted to hold me. She actually rocked me to sleep which was embarrassing when I woke to find I'd actually drooled on her shirt".

"Yuck that's disgusting, I'd be surprised if she ever wants to sleep with you again".

"As I left her office, she kissed me tenderly and hugged me close whispering goodnight, I caught that look I her eyes again".

"Maybe she was just tired". Regina's excuse was weak.

"Yeah, maybe you are right". Emma felt deflated she hadn't expected Regina to confess her love for her but she had expected an admission of at least feeling something more. "Anyway as you said its late and you need your beauty sleep".

"Excuse me dear, I'm already more beautiful than you can handle". Regina attempted a joke, she could tell Emma was hurting again and she hated being the cause of that pain.

Emma forced a laugh, "goodnight then sleep well".

"Emma wait, if this is too hard for you maybe you should stop the sex, with the mayor I mean".

"Yeah we tried that but it didn't work. I can't be close to her without wanting her. Even if it is one sided and purely physical. I'd rather have this than nothing".

"But I thought you were good friends, why not go back to just that?"

"Honest truth is I can't. I feel too much for her. I'm head over heels in love with her but I'm obviously only a sex toy to her".

This snapped Regina out of their little game instantly. "Emma that's not fair, of course you mean more to me than that. I care for you I thought you knew that".

Emma felt guilty she'd gone to far. Regina had been honest all along, she'd never promised anything more and had never lead her on.

"I'm sorry, that was unfair, I'm gonna go before I completely ruin things".

"Emma please know you are not just my sex toy. I care deeply about you but I don't love you like that. I'm sorry I don't want to give you false hope that this is going somewhere. I'm not capable of that kind of relationship again".

"I know I'm sorry, I shouldn't have said that its late goodnight Regina".

"Goodnight Emma, sleep well darling".

Emma ended the call, putting down her phone on the bedside table. She laid down knowing it would be a long time before sleep came. She cursed herself for pushing things too far the last thing she wanted was Regina to reject her completely and if she continued like a love sick puppy that's where things would end up. She'd heard Regina's reasons before, she'd been hurt badly with the deaths of Daniel and Robin. She was afraid to risk heartbreak again she couldn't life through the grief of loss.

Emma was interrupted from her thoughts by her phone buzzing with a message, she reached over and looked at the screen.

Regina - I do care about you Emma please believe me xx

Emma smiled to herself and put the phone down only for it to buzz again seconds later.

Regina - Don't ignore me Miss Swan I know you are not sleeping yet xx

Emma typed her reply

Emma - I'm not ignoring you. Yes I know you care for me. Thank you now go to sleep x

R - Well I would but you see the sherif just called me and said she's head over heels in love with me xx

E - Stop it, sleep now x

R - Ok, but just one last thing though, I am indeed naked xx

E - Fuck's sake Regina stop I'm trying to sleep and you've just sent a bolt of electricity between my legs x

R- Maybe you should slip a hand down your pants take care of it xx

E - I never said I was wearing any pants remember, I'm also naked. X

R - Guess neither of us are getting any sleep yet then, other matters in hand literally xx

E - Goodnight Regina x

R - Goodnight Emma xx

Regina put her phone down and pulled the covers over herself. She'd couldn't leave things how the call had ended. She needed Emma to believe her hopefully the texts had done that. The teasing was how their relationship was these days, how they both handled the situation between them. Regina thought back to that evening in her office as she'd held Emma through her tears and then cradled her in her lap as she'd slept. There was no doubt in Regina's mind that she'd fallen in love with Emma, but to confess to that would ruin everything. She wasn't capable of a loving relationship again, everyone she loved died, Daniel, Robin, her father and even her mother if she was honest so to tell Emma those words would surely lead to disaster and end in heartbreak and to loose Emma from her life would break her completely. There would be no coming back this time.

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Reviews make my day.


	3. Chapter 3

Thanks to everyone who has read, reviewed, favourited and followed. Here's the next chapter.

The weekend had passed by without Regina hearing anything from Emma at all. She'd considered texting her a few times to check everything was OK, but had decided to give her some space. By Monday evening Regina was sure Emma was avoiding her, she'd missed the council meeting that afternoon sending David with the excuse that she was busy.

Tuesday afternoon Regina had finally cracked and decided to text Emma inviting her round for dinner. She'd replied with just a no not even giving an excuse so Regina had taken the decision to go to the station unannounced. Emma couldn't avoid her then.

Arriving Regina saw the cruiser and Emma's bug both parked outside Emma was definitely inside. She took a deep breath and walked inside checking the front desk, empty, she walked straight past and headed down the corridor towards Emma's office she was the mayor after all she didn't need permission to walk around her station. Checking the office however she was disappointed to find it empty. She went back to the front desk and found David now seated there.

"Regina, Hi I didn't see you come in, how can I help you", he asked surprised to see her there.

"Obviously the need for coffee was far more important than manning the front desk deputy." She replied seeing the hot drink being discreetly hidden under the counter. David grinned sheepishly, since Regina and Emma had become good friends the mayor wasn't quite so fierce. "Sorry" he said "what can I do for you?"

"I'm looking for Emma, is she here?"

David panicked Emma had told him to warn her if Regina was looking for her but since she was stood in front of him that wasn't possible. Regina didn't wait for him to come up with an excuse.

"I know she is here somewhere and I know that she's avoiding me so please don't try coming up with a lie."

"I'm sure she's not avoiding you, she's just been really busy".

"Yes, I can see you are rushed off your feet, overrun with criminals", she said looking around at the empty station and empty cells.

David gave up, "she's in the gym and I'm sure she'll be pleased to see you." Emma would kill him later. Regina turned and headed towards the gym, there was no way Emma could avoid her now.

Regina leant against the door frame appreciating the view, Emma was dressed in tight Lycra shorts and a tiny vest top that hid nothing, the muscles across her back rippled as she worked the machine.

"I can't believe I protested against building a gym at the station, in hindsight it was a fantastic use of tax payers dollars."

Emma jumped at the voice behind her but recovered quickly, reaching for her towel and wiping the sweat from her face.

"If I remember correctly Madame Mayor, you protested against every one of my ideas good job you were outvoted."

"There was nothing wrong with you ideas dear, it was just I didn't really like the person who was suggesting them. Still not overly keen to be honest", Regina added with a smirk.

Emma spun around and threw her wet towel at Regina laughing as it landed in her face, she walked towards her pushing past and headed towards her office.

"Argh what, you mean the show is over, I was enjoying that", Regina called after her.

Emma ignored her continuing in and closing the door when she saw Regina was following. Undeterred Regina opened the door and walked in.

"Anyone would think you weren't pleased to see me sheriff, I could take offence." Regina said taking a seat next to Emma's desk.

Emma couldn't lie, she was always happy to see Regina but she wouldn't say that out loud right now.

"Regina I want to get changed, can you give me a minute?"

"Oh great so the show isn't quite over yet, go ahead dear".

"I'm not getting changed in front of you Regina get out" Emma tried to sound forceful but failed miserably.

"Why, what's the problem? I've seen you naked many times."

Emma grinned knowing she'd lost the fight and Regina was going nowhere. She turned around and started peeling off her top.

"Great, the ass view, my favourite." Regina teased.

Emma ignored her and continued undressing momentarily naked before wrapping herself in a huge towel. Regina let out a deep groan as Emma's pale skin disappeared behind the towel.

"Can I help you get dried sheriff?" Regina offered pushing back her chair and standing up taking a step closer.

"Definitely not." Emma protested stepping further away out of Regina's reach. "If you come nearer I will not be getting dry'.

"Not a problem I could also help you get wet if you'd prefer".

"NO" Emma said firmly, "I'm not sleeping with you anymore".

"Ok" Regina replied slightly taken back by Emma's statement but hiding the hurt well.

"But to be honest dear, we don't sleep together, we just enjoy fucking on my desk, your desk, my sofa, your kitchen counter, your car which was such a bad idea may I add.

Emma felt the butterflies in her stomach as many wonderful images flowed through her mind. "Well I'm not fucking you anymore".

"Right sure ok I hear you, but lately it's pretty much just been me fucking you", Regina said sitting back down and placing her elbows on the desk resting her head on her hands.

"Regina stop, no more teasing, I don't want to have sex with you anymore I'm being serious."

"Sure ok, guess I best make the most of this last view of that hot body then drop the towel".

"As long as we are clear", Emma said as she let the towel drop to the floor.

"Such a shame though, I could have bent you over this desk right now and had you screaming my name in minutes"' Regina said sliding back in her chair and crossing her legs.

Emma gulped at the mental image, Regina was right, she would be screaming in minutes probably seconds but she had to resist if she was going to keep her sanity. She reached for her clothes and dressed as quickly as possible well aware of the eyes burning into her skin.

"Maybe you could help me with my wet clothes", Regina growled reaching under her skirt towards her panties, a huge grin on her face.

Emma laughed, "You woman are unbelievable, now what are you doing here?"

"That's why you fell in love with me dear".

Emma grinned, "Don't pull at that string right now because it pretty loose".

Regina's confidence slipped a little, "I'm only teasing Emma, you do know I would have left if you'd really meant it".

Emma felt guilty. "Of course I do and if I'd wanted you to leave I'd have made you. Now again what are you doing here".

"I came to find out why you've been avoiding me these last few days but I guess you just told me. You don't want to be around me anymore".

"That's not what I said Regina, I said I don't want to have sex with you anymore. You were right what you said last time it's gotten too hard for me. I needed a few days to get my head together. I just want to be your best friend again".

"Ok, that's fine as long as you are not abandoning me completely".

"I could never do that Regina I just miss my friend".

Regina dropped the playful tone, "Sure Emma anything that makes things easier for you, let's be friends again, although I wasn't aware we had stopped".

Emma laughed again standing up, "I really need to get back to work, how about we go out to dinner tonight, catch up?"

"Yes sure but you said no when I asked you to come round to my home tonight".

"I can't trust myself to be alone with you for that long a public place would be best, I need to stop imagining you naked all the time". Emma walked over to the door and held it open for Regina.

"So I will see you tonight for dinner I'll pick you up about 7.30 if that ok?" Regina said.

"Hey I asked you, who said you were driving?"

"There's no way I'm getting back in that death trap, I'm not arguing". Regina replied. "Am I sill allowed to hug you?". She added.

"Of course you are", Emma said stepping into Regina's outstretched arms.

"You really should have taken a shower after your workout sheriff, not smelling too fresh dear".

"I might have but some pervert was staring at me naked, I was just desperate to cover up". Emma teased.

Regina laughed as she let Emma go and turned to walk away. "See you tonight dear, take that shower first though yes".

Emma watched her walk away trying desperately not to think about that perfect ass swaying in front of her. She was proud that she'd resisted Regina's advances for the first time, now she just had to make it through tonight.

Please review thanks.


	4. Chapter 4

Its been a while, thanks for the follows, favourites and reviews. I own nothing.

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This was not a date, just dinner with her best friend. So why was Emma so nervous, why had she spent the last hour trying on clothes to impress her 'friend'. She'd certainly only had Regina in mind when she'd picked out her underwear, a sexy black thong and a matching push up bra that made her small breasts look their best. She reminded herself again that the underwear was only to make her feel good though as there was no chance Regina would be seeing her in it tonight, she would not let that happen.

She'd spent the last four days convincing herself that sex with Regina was a bad idea, the orgasms they were fantastic, the best she'd ever had, but the empty feeling afterwards, the moment when the look in Regina's eyes went from lust, even sometimes maybe love she'd thought, changed to regret had become to hard. After their conversion on Friday night when Emma had given Regina one last chance to admit she felt something failed, Emma had accepted that it was never going to happen, she'd move on maybe even date someone else. This afternoon however in the gym when Emma had heard that voice that did things to her, the butterflies had come rushing back in her stomach and the familiar throbbing had returned between her legs. Regina was easy to resist when she wasn't there, when she was in the same room however things were much more difficult.

Emma checked the clock 6.30, damn it she only had an hour left and she still hadn't settled on an outfit, a dress was too much it would be obvious she was making a special effort. Jeans however were not enough they were going out for dinner in a restaurant, black pants and a button up shirt were her final choice, the purple shirt because it brought out the green in her eyes and absolutely not because purple was Regina's favourite colour. She spent a further thirty minutes curling her hair and applying a little makeup, looking in the mirror she had to admit she'd made every choice to impress Regina.

A knock on the door brought her back to the present the butterflies in her stomach were back at the thought of the woman on the other side of the door. She took a final check in the mirror inhaling deeply to claim herself before opening it. This is not a date she reminded herself one last time.

In the hallway Regina was just as nervous, if things didn't go well tonight she'd lose Emma from her life. She'd been selfish using Emma for sex when she knew how deep Emma's feelings were for her, every time she'd taken her she'd given false hope that something more could develop and to be honest with herself, something had. She loved Emma but her heart was too fragile to allow it into someone else's hands, tonight was only about rebuilding their friendship. She jumped as the door in front of her opened and Emma stood before her.

"Wow, Miss Swan, if I'd known how much of an effort you were going to make I'd have done the same, you look, wow."

Emma looked Regina up and down taking in the simple blue dress that fit her perfectly clinging to her in all the right places and the trademark black heels that added extra inches to her height. Her dark hair was pulled back with loose pieces framing her beautiful face. She'd wore bright red lipstick that made her lips even more appealing to Emma.

"If this is you not making an effort then I'm glad you didn't I'm not sure my heart could cope. You look beautiful Regina like you always do."

A shy smile spread across Regina's face. "Thank you Emma, you look particularly stunning yourself this evening. That shirt really brings out your eyes."

Emma grinned to herself, mission accomplished Swan nice one she thought.

"I booked a table for 8.30 in town, lets walk its a warm evening." Regina said.

"Sure let me just grab my jacket".

"Really, you are going to ruin that beautiful outfit by wearing that rag."

"Hey you want me to come the jacket comes too no arguments." Emma replied slipping on her favourite red leather jacket. To Regina maybe it was a hideous rag but to Emma it was her safety blanket without it she felt naked. Picking up her phone and keys she headed out following Regina down the stairway and out onto the street.

Her natural instinct was to slip her hand into Regina's, they'd walked hand in hand many times as best friends, it didn't mean anything more but she didn't want to make Regina uncomfortable. Damn she was overthinking things again, this was suppose to be like old times just hold her hand for gods sake. Her inner debate was ended when Regina linked her arm through Emma's and she relaxed a little.

"I booked a table at that new Italian place by the marina i hope you don't mind."

"Mind, I've been wanting to eat there for weeks but couldn't get a table, how did you manage that?"

"Remember I'm the mayor dear, I own this town and everything in it", she smirked playfully bumping her elbow into Emma's side.

"So you think you own me, Madame Mayor?" Emma teased.

"Indeed, sheriff Swan, I own everything."

They arrived at the restaurant a short time later and were shown to a small table by a large window overlooking the harbour. The sun was just starting to set over the sea.

"The best seats in the house, guess there are some advantages to being your friend after all." Emma grinned. "Shall i order us some wine maybe we should just share a bottle as we are not driving."

"I do hope you are not planning on getting me drunk dear."

Emma fanned insult, "of course not although drunk Regina is my favourite."

Regina laughed, "It only happens when I'm lead astray by a certain person."

Their conversion was interrupted by a waiter bringing menus.

"Thank you." Regina said, "can we have a bottle of Pinot Grigio and two glasses please."

"Yes ma'am." The waiter stuttered and rushed off.

"Why are people still so afraid of me?" Regina asked seriously.

"Regina, you can reduce people to a blubbering fool with one death glare, you very rarely let people see the real you, the big cuddly teddy bear I see."

Regina put on her best death glare and aimed it at Emma. "Teddy bear, seriously?"

"Yup, wouldn't hurt a fly." Emma replied as she covered Regina's hand that rested on the table with her own.

"Mmm, we'll see."

The waiter returned with their wine and some bread and dripping bowls. Regina smiled at him, "Thank you, please give us a minute to decide."

He nodded and scuttled away.

"So I at least get to choose my own food, since you choose the wine."

Regina looked at Emma shocked. "Emma I'm sorry I didn't even think about it, did you want something else?"

"No, I'm teasing Regina relax."

Regina smiled nervously "I don't want to mess this up, I hate that things have become awkward between us."

"It's hardly your fault Regina, i should not have put so much pressure on you."

"Pressure?, i don't know what you mean."

"Things only got awkward when I told you how I feel about you, I'm sorry I shouldn't have said anything."

"No, I'm sorry, I should have stopped things when I realised how I was leading you on."

"You were never leading me on Regina, you told me nothing could ever happen between us and I chose to continue having sex with you. I think that makes everything my fault."

"Ok, I guess we're both at fault then, but lets move on."

"I'd love to, lets order I'm starving."

"You are always starving dear." Regina laughed as she waved for the waiter to come over and take their order.

Conversion flowed freely as they enjoyed their meal and each others company. Both relaxed like old times. Regina thanked the waiter as there dinner plates were cleared away.

"I'm going to order desert" Emma grinned as she eyed the menu, "care to share?"

"I have no idea where you put it all, I couldn't mange another bite." Regina said.

"It's got to be the chocolate cake." Emma said.

A few minutes later the waiter delivered the cake placing it in front of Emma, "Can I fetch anything for you Madame Mayor?" The waiter asked.

"No thank you, I'm fine." She replied eyeing the cake, it looked delicious.

Emma saw where Regina's eyes were and laughed, "sure I can't tempt you?" She said taking a huge forkful and teasingly sliding it into her mouth moaning at the rich taste.

"No really I'm fine." Regina said taking the last of the wine and offering it to Emma.

"No thanks I have cake you take the wine."

"It's our third bottle dear, I think we both enjoyed the wine."

"Then let's both enjoy the cake." Emma said offering a forkful of cake towards Regina's lips. She'd expected Regina to refuse so she was surprised when she leant forward and her lips parted taking the offered treat. Emma watched closely as the fork came out clean. The gesture caused the butterflies to return to Emma's stomach instantly.

"Holy shit dear, that is sinfully delicious." Regina said swallowing the cake.

Emma recovered her composure quickly. "Well you should have got your own, I'm done sharing."

Regina sat back smirking she'd seen the effect she'd had on Emma, she emptied the last of the wine into her own glass. "I've has enough cake thank you."

The evening was drawing to a close as they argued over who was paying the bill. After finally deciding to split it they headed out into the night air which had grown slightly chillier since the sun had gone down. Emma noticed Regina didn't have a jacket and offered hers. Regina turned up her nose.

"I'd rather freeze than be seen in that thing. I'm fine dear its not hat cold."

"Good because I don't want tonight to end yet, how about a walk by the marina before we head home?"

"Sure" Regina smiled taking Emma's hand into her own. "I would love to."


	5. Chapter 5

Apologies for the delay.

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After walking for about 20 minutes Emma and Regina found themselves at the end of the pier looking out to sea. They had both enjoyed the night and felt that the awkward tension between them had gone, meaning that Emma felt comfortable enough to wrap her arms around Regina from behind and rest her head on Regina's shoulder.

"I can see you shivering you know." she whispered into Regina's ear.

"Honestly I'm fine." Regina replied although she leant back into Emma's arms accepting the warmth from Emma's body.

"We can go home if you want."

"I should really I have an early meeting in the morning with the sheriff, wouldn't want to be late."

"Yes well I'm pretty sure she may be running late herself." Emma smirked.

"I'm enjoying being here, its a beautiful evening lets just stay a little longer." Regina said.

"If we are not going yet, please at least wear my jacket." Emma let go of Regina and started to remove her leather jacket, holding it out for Regina to take. She was surprised when Regina took it.

"How many times Miss Swan, I could be frozen to the bone and I still would not wear this." Regina took a step back laughing holding the jacket over the edge of the pier. "Maybe I should just dispose of it for you."

Emma stepped towards Regina reaching for the jacket. "Don't you dare."

"Stay back Swan or I swear I will let go, give me a reason why I shouldn't."

"Regina I'm serious, I would never speak to you again."

"Seriously you'd choose this rag over me, thanks for that however I'm not hearing a reason."

"Stop messing around and give it back." Emma said sternly.

"A reason or it gone."

"Ok you want a reason, because its all i have left of her." Emma said reaching for the jacket again.

"Oh dear god it belonged to an ex, even more reason to let it go."

"Regina, please don't." Emma said her voice breaking slightly. "It belonged to my mother."

Regina immediately stepped away from the edge and let Emma take the jacket which she put back on and turned to walk away desperately trying to hide the tears that filled her eyes. Regina had already seen them though.

"Emma I'm sorry I was only teasing, I would never have dropped it even if it did belong to an ex." She hesitated from reaching out to touch Emma but stepped closer. "I've ridiculed this jacket for years, why did you never tell me."

"It hurts to talk about her, she died a long time ago."

"Of course it hurts she was your mother, you can talk to me anytime you know."

"I know, but for now maybe just a hug." Emma reached for Regina pulling her into her arms again.

"Always." Regina replied.

Emma had been thinking all night about telling Regina she'd decided to start dating other people, she didn't want to spoil the night, they'd had a good time chatting and flirting like they always used to, but that was all it was, flirting. Emma wanted more, a proper relationship and if she couldn't have that with Regina then she was ready to look elsewhere, but first she had to tell Regina, now seemed like the right time.

"Regina can we sit for a minute there's something I want to talk to you about."

Regina looked at her sensing the change in atmosphere, Emma obviously had something serious to say. She was instantly nervous, she'd enjoyed the evening a lot and didn't want things to become awkward again. She contemplated making a joke but decided to just nod and sit waiting for Emma to speak.

Emma watched Regina sit down expecting some sassy comment but when none came she took a deep breath and sat next to her leaving a small gap between them, she couldn't be touching her when she said this, she had to be strong, she'd decided to move on and this was the first step. The only problem with that was the woman she wanted, she loved, was sitting right in front of her staring right back at her a look of concern in her beautiful chocolate eyes.

"Emma dear, what is it you are making me nervous, just spit it out." Regina said.

"Regina, you know i love you right."

"Yes, you have mentioned it a few times." Regina replied with a smile.

"I need to ask you one last time, is there a chance you could ever love me back."

"Emma, we've had this conversion many times, I care about you deeply but I'm not ready for a relationship you know that." Regina winced when she saw the hurt look in Emma's eyes again. She'd caused that again.

"I know but I had to be sure you see I've decided to try dating again."

"Oh thank god," Regina said taking hold of Emma's hand and squeezing it.

Emma looked confused.

"Emma, when you got all serious i thought there was something wrong."

Emma was surprised by Regina's reaction, she wasn't sure what she'd expected she'd secretly hoped for maybe a little jealousy but there was nothing Regina didn't seem bothered that she was moving on a final confirmation that Regina did not love her. She looked down to where their fingers had become entwined and squeezed back smiling, she'd done it, made the break.

"Its getting late dear, I think we better head home." Regina said shivering again, she felt the cold night air. It was definitely getting colder, she was sure it had nothing to do with the fact that she felt like she'd just had her heart ripped out through her chest. Emma didn't want her anymore she'd missed her chance.

"Maybe I could lower myself to wear that jacket after all, if the offer still stands." Regina said.

"After the stunt you pulled, you can freeze." Emma laughed. "Lets go home."


End file.
